Form 8 (OPD) - Dechra Pharmaceuticals PLC

RNS Number : 9329W

Dechra Pharmaceuticals PLC

20 April 2023

 

FORM 8 (OPD)

PUBLIC OPENING POSITION DISCLOSURE BY A PARTY TO AN OFFER

Rules 8.1 and 8.2 of the Takeover Code (the "Code")

1.  KEY INFORMATION

(a) Full name of discloser:	Dechra Pharmaceuticals PLC
(b) Owner or controller of interests and short positions disclosed, if different from 1(a):   The naming of nominee or vehicle companies is insufficient.  For a trust, the trustee(s), settlor and beneficiaries must be named.	N/A
(c) Name of offeror/offeree in relation to whose relevant securities this form relates:   Use a separate form for each offeror/offeree	Dechra Pharmaceuticals PLC
(d) Is the discloser the offeror or the offeree?	OFFEREE
(e) Date position held:   The latest practicable date prior to the disclosure	20 April 2023
(f)  In addition to the company in 1(c) above, is the discloser making disclosures in respect of any other party to the offer?   If it is a cash offer or possible cash offer, state "N/A"	N/A

2.  POSITIONS OF THE PARTY TO THE OFFER MAKING THE DISCLOSURE

If there are positions or rights to subscribe to disclose in more than one class of relevant securities of the offeror or offeree named in 1(c), copy table 2(a) or (b) (as appropriate) for each additional class of relevant security.

(a)  Interests and short positions in the relevant securities of the offeror or offeree to which the disclosure relates

Class of relevant security:
	Interests		Short positions
	Number	%	Number	%
(1) Relevant securities owned and/or controlled:	Nil	Nil	Nil	Nil
(2) Cash-settled derivatives:	Nil	Nil	Nil	Nil
(3) Stock-settled derivatives (including options) and agreements to purchase/sell:	Nil	Nil	Nil	Nil
TOTAL:	Nil	Nil	Nil	Nil

All interests and all short positions should be disclosed.

Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

(b)  Rights to subscribe for new securities

Class of relevant security in relation to which subscription right exists:	None
Details, including nature of the rights concerned and relevant percentages:	N/A

3.  POSITIONS OF PERSONS ACTING IN CONCERT WITH THE PARTY TO THE OFFER MAKING THE DISCLOSURE

Details of any interests, short positions and rights to subscribe (including directors' and other employee options) of any person acting in concert with the party to the offer making the disclosure:

(a)  Interests held by the directors of Dechra Pharmaceuticals PLC, their close relatives and related trusts Name Number of shares Percentage of issued capital (to three decimal places) Ian Page (Director) 370,168 0.325% Paul Sandland (Director) 8,672 0.008% Tony Griffin (Director) 37,049 0.033% Alison Platt (Director) 3,709 0.003% Ishbel Macpherson (Director) 6,722 0.006% Lawson Macartney (Director) 5,880 0.005% Lisa Bright (Director) 1,373 0.001% Fiona Shipsey (spouse of John Shipsey, Director) 600 0.001% Zoe Page 34,367 0.030% Adele Sandland 3,042 0.003% Andrew Page 2,000 0.002% David Page 2,000 0.002% Michael Page 2,000 0.002% (b)  Interests held as options or awards under the share plans of Dechra Pharmaceuticals PLC by the directors of Dechra Pharmaceuticals PLC and their close relatives and related trusts who are not exempt principal traders for the purposes of Rule 8 of the Code Name Share Plan Date of award No. of ordinary shares under option Exercise price per share (£) Normal vesting date Expiry date Ian Page Long Term Incentive Plan (LTIP) 22/09/2020 32,128* Nil 04/09/2023 22/09/2030 Ian Page Long Term Incentive Plan (LTIP) 16/09/2021 23,727 Nil 02/09/2024 16/09/2031 Ian Page Long Term Incentive Plan (LTIP) 09/09/2022 38,261 Nil 01/09/2025 09/09/2032 Ian Page Deferred Bonus Plan 20/09/2022 3,580 Nil 30/08/2024 20/09/2032 Ian Page Save As You Earn (SAYE) 19/10/2020 627 28.68 01/12/2023 31/05/2024 Paul Sandland Long Term Incentive Plan (LTIP) 22/09/2020 13,901 Nil 04/09/2023 22/09/2030 Paul Sandland Long Term Incentive Plan (LTIP) 16/09/2021 11,000** Nil 02/09/2024 16/09/2031 Paul Sandland Long Term Incentive Plan (LTIP) 09/09/2022 18,990*** Nil 01/09/2025 09/09/2032 Paul Sandland Deferred Bonus Plan 20/09/2022 2.293 Nil 30/08/2024 20/09/2032 Paul Sandland SAYE 19/10/2020 627 28.68 01/12/2023 31/05/2024 Tony Griffin Long Term Incentive Plan (LTIP) 22/09/2020 10,303 Nil 04/09/2023 22/09/2030 Tony Griffin Long Term Incentive Plan (LTIP) 16/09/2021 6,508 Nil 02/09/2024 16/09/2031 Tony Griffin Long Term Incentive Plan (LTIP) 09/09/2022 10,429 Nil 01/09/2025 09/09/2032 Tony Griffin Deferred Bonus Plan 20/09/2022 1,655 Nil 30/08/2024 20/09/2032 * Ian Page has also been granted a tax qualifying option over 926 shares at an exercise price of £32.37 as part of his LTIP award. This tax qualifying option is linked to the nil cost option such that, at the time of exercise, to the extent that there is a gain in the tax qualifying option, the nil cost option will be forfeited to the value of that gain. ** Paul Sandland has also been granted a tax qualifying option over 330 shares at an exercise price of £49.09 as part of his LTIP award. This tax qualifying option is linked to the nil cost option such that, at the time of exercise, to the extent that there is a gain in the tax qualifying option, the nil cost option will be forfeited to the value of that gain . ***Paul Sandland has also been granted a tax qualifying option over 431 shares at an exercise price of £31.99 as part of his LTIP award. This tax qualifying option is linked to the nil cost option such that, at the time of exercise, to the extent that there is a gain in the tax qualifying option, the nil cost option will be forfeited to the value of that gain. (c)  Interests and short positions held by connected advisors of Dechra Pharmaceuticals PLC N/A (d)  Interests of other persons acting in concert with the Offeree N/A

Details of any open stock-settled derivative positions (including traded options), or agreements to purchase or sell relevant securities, should be given on a Supplemental Form 8 (Open Positions).

Details of any securities borrowing and lending positions or financial collateral arrangements should be disclosed on a Supplemental Form 8 (SBL).

4.  OTHER INFORMATION

(a)  Indemnity and other dealing arrangements

Details of any indemnity or option arrangement, or any agreement or understanding, formal or informal, relating to relevant securities which may be an inducement to deal or refrain from dealing entered into by the party to the offer making the disclosure or any person acting in concert with it: Irrevocable commitments and letters of intent should not be included. If there are no such agreements, arrangements or understandings, state "none"

None

(b)  Agreements, arrangements or understandings relating to options or derivatives

Details of any agreement, arrangement or understanding, formal or informal, between the party to the offer making the disclosure, or any person acting in concert with it, and any other person relating to: (i)  the voting rights of any relevant securities under any option; or (ii) the voting rights or future acquisition or disposal of any relevant securities to which any derivative is referenced: If there are no such agreements, arrangements or understandings, state "none"

None

(c)  Attachments

Are any Supplemental Forms attached?

Supplemental Form 8 (Open Positions)	NO
Supplemental Form 8 (SBL)	NO

Date of disclosure:	20 April 2023
Contact name:	Melanie Hall
Telephone number:	[phone]

Public disclosures under Rule 8 of the Code must be made to a Regulatory Information Service.

The Panel's Market Surveillance Unit is available for consultation in relation to the Code's disclosure requirements on [phone].

The Code can be viewed on the Panel's website at www.thetakeoverpanel.org.uk .

 

END

 

 

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